Shearman & Sterling LLP
Issue link: https://digital.shearman.com/i/1494420
Amendment Debt/lien covenants: • Removes substantially all affirmative and negative covenants (arts. 5 and 6); • Permits the intercreditor agreement that subordinates existing debt. Debt exchange/repurchase: • Expressly permits open market purchases to be made to just a subset of lenders; • Removes restrictions on Affiliated Lenders to receive information about debt exchange/repurchase; • Removes 25% cap on Affiliated Lenders' share post-repurchase. Litigation: adds new requirements that non- participating lenders (i) sue only via agent at the direction of Required Lenders and (ii) post cash indemnity bond. 32 Borrower issued new debt under the Superpriority Credit Agreement • $427.5 million in new debt secured by the same collateral as the existing debt. Borrower executed "Open Market Purchase Agreements" with the roll-up lenders to purchase $307.5 million new loans with $307.5 million of existing loans Intercreditor Agreement • Subordinates the non-participating lenders' debt in lien priority. 01 02 03 TriMark – Mechanics Liability Management and Refinancing Solutions in Europe